Macquarie Goodman

9 June 2006

The Manager Company Notices Section Australian Stock Exchange Limited Exchange Centre 20 Bridge Street SYDNEY NSW 2000

Dear Sir

MACQUARIE GOODMAN GROUP ("MACQUARIE GOODMAN") SECURITY PURCHASE PLAN ("SPP")

We refer to our announcement on 31 May 2006 in relation to Macquarie Goodman's SPP offer to Securityholders.

We confirm that the enclosed SPP booklet, Acceptance Form and covering letter are being dispatched today to eligible Securityholders with registered addresses in Australia and New Zealand.

Please do not hesitate to contact the undersigned if you have any queries.

Yours faithfully

Carolyn Scobie Company Secretary

Level 10, 60 Castlereagh Street Sydney NSW 2000 GPO Box 4703 Sydney NSW 2001

Macquarte Goodman

9 June 2006

Dear Securityholder

MACQUARIE GOODMAN GROUP ("MACQUARIE GOODMAN") SECURITY PURCHASE PLAN

We are pleased to offer Securityholders the opportunity to participate in the Security Purchase Plan ("SPP"). The SPP is an initiative that provides eligible Securityholders with the ability to purchase additional securities at a discount and without brokerage and transaction costs.

On 26 May 2006, Macquarie Goodman announced that it had raised \$350 million in an institutional placement to partly fund the acquisition of Eurinpro International SA ("Eurinpro"). Eurinpro is a leading developer of tailor made logistics property having developed approximately \$1.4 billion of projects across Europe. It has over 90 staff and around 425,000 sqm of projects currently under development. Macquarie Goodman has identified the United Kingdom and Europe as a significant opportunity and the acquisition of Eurinpro enhances its platform in the region.

The acquisition of Eurinpro will be funded by the issue of escrowed Macquarie Goodman scrip to the vendors of Eurinpro, the institutional placement and the SPP.

The issue price of securities under the SPP of \$5.03 is calculated consistently with the issue price of securities under the institutional placement of \$5.10. However, the issue price of securities under the SPP has been adjusted to reflect that these securities will not carry an entitlement to the distribution for the quarter ending 30 June 2006 (\$5.10 less estimated distribution of 6.875 cents per security = \$5.03). This represents a 1.78% discount to the volume weighted average market price of securities over the five trading days prior to 25 May 2006.

Securityholders appearing in the security register as registered holders of fully paid ordinary securities at the close of business on 6 June 2006 with a registered address in either Australia or New Zealand are eligible to participate in the SPP. The offer is non-renounceable and securities under the SPP will be allotted on or around 10 July 2006.

The following investment options are available to eligible Securityholders:

Option	Number of Securities	Issue price per Security	Total amount payable
(Approximately \$1,000)	198	\$5.03	\$995.94
(Approximately \$3,000)	596	\$5.03	\$2,997.88
(Approximately \$5,000)	994	\$5.03	\$4,999.82

If you would like to participate, please ensure you read the enclosed booklet and Acceptance Form in their entirety. You should then complete and sign the Acceptance Form and select your preferred payment method so that the Acceptance Form and payment are received prior to the close of the offer at 5:00 pm (Sydney time) on 3 July 2006 at Computershare Investor Services Pty Limited, Level 5, 115 Grenfell Street, Adelaide, SA, 5000, Australia.

If you have any questions regarding the SPP, please contact us by telephone on 1300 723 040 (toll free within Australia) or +61 3 9415 4000 (outside Australia), by facsimile on +61 8 8236 2305, or visit our website at www.macquariegoodman.com/SPP.

Yours faithfully

Gregory Goodman CHIEF EXECUTIVE OFFICER

Macquarie Goodman Group Macquarie Goodman Management Limited ABN 69 000 123 071 Macquarie Goodman Funds Management Limited ABN 48 067 796 641; AFSL Number 223621

TACO BARRIS

Macquarie Goodman

MACQUARIE GOODMAN GROUP

Macquarie Goodman Management Limited ABN 69 000 123 071 ("MGM") Macquarie Goodman Funds Management Limited ABN 48 067 796 641; AFSL Number 233621 ("MGF") as responsible entity for Macquarie Goodman Industrial Trust ARSN 091 213 839 ("MGI")

All correspondence to: Computershare Investor Services Pty Limited GPO Box 1903 Adelaide South Australia 5001 Australia Enquiries (within Australia) 1300 723 040 (outside Australia) 61 3 9415 4000 Facsimile 61 8 8236 2305 web [email protected] www.computershare.com

Fntitlement Number: Record Date: 6 June 2006 Offer Closes: 3 July 2006 Price per Security: \$5.03

Contact nercon's daytime telephone number

013473 - V6

SECURITY PURCHASE PLAN ACCEPTANCE FORM

IMPORTANT

This is an important document which requires your immediate attention. If you are in any doubt as to how to deal with this Acceptance Form please consult your broker or financial or other professional adviser.

Pursuant to the Terms and Conditions of the Macquarie Goodman Group ("MGQ") Security Purchase Plan ("SPP") accompanying this Acceptance Form and sent to Securityholders, MGQ is offering eligible Securityholders the opportunity to purchase MGQ stapled securities ("Securities") up to a maximum value of A\$4,999.82 per eligible Securityholder, subject to a minimum application of A\$995.94.

If you do not wish to purchase additional Securities under this offer there is no need to take action.

By making your payment, you agree to be bound by the constitutions of MGI and MGM and agree that the submission of this payment constitutes an irrevocable acceptance by you to subscribe for Securities under the Terms and Conditions of the SPP, in addition, by submitting this Acceptance Form or making payment you certify that the aggregate of the application price paid by you for:

the Securities the subject of this Acceptance Form; and $\rightarrow$
any other Securities and interests in the class applied for by you under the SPP or any similar arrangement in the 12 months prior $\rightarrow$ to the date of submission of this Application Form excluding the Distribution Reinvestment Plan,

does not exceed A\$5,000,00. Please refer to the accompanying SPP booklet for information about what holdings are counted in the A\$5,000.00 limit.

METHOD OF ACCEPTANCE

You can apply for Securities and make your payment either by cheque or bank draft. Further payment details are provided overleaf.

MGQ may make determinations in any manner it thinks fit, in relation to any difficulties, anomalies or disputes which may arise in connection with or by reason of the operation of the SPP whether generally or in relation to any participant or application. Any determinations by MGQ will be conclusive and binding on all eligible Securityholders and other persons to whom the determination relates. MGQ reserves the right to waive strict compliance with any provision of the Terms and Conditions of the SPP to amend or vary those Terms and Conditions and to suspend or terminate the SPP at any time. Any such amendment, variation, suspension or termination will be binding on all eligible Securityholders even where MGQ does not notify you of that event.

Macquarie Goodman			Please see overleaf for payment options.	Pin cheque(s) here. $\blacktriangleright$ Do not staple $\angle$
I/We wish to purchase:
198 Securities at A\$995.94		596 Securities at A\$2,997.88	994 Securities at A\$4,999.82
Drawer	Cheque Number	BSB number	Account number	Cheque amount
Make your cheque or bank draft payable to "Macquarie Goodman Group - SPP Account".
Contact details Please provide your details in case we need to contact you about this Acceptance Form

Name of contact person

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PAYMENT DETAILS

Please make your cheque or bank draft payable to Macquarie Goodman Group - SPP Account in Australian currency and cross it Not Negotiable. Your cheque or bank draft must be drawn on an Australian branch of a financial institution. Please ensure you submit the correct amount and complete the cheque details in the boxes provided. Incorrect payments may result in your application being rejected.

Please return your payment with this Acceptance Form in the business reply envelope provided. Cheques will be processed on the day of receipt and as such, sufficient cleared funds must be held in your account as cheques returned unpaid may not be re-presented and may result in your application being rejected. Please pin (do not staple) your cheque to this Acceptance Form where indicated. Cash will not be accepted. A receipt for payment will not be forwarded.

By making your payment, you confirm that you:

are a holder of Securities and are resident in Australia or New Zealand; $\rightarrow$
certify that any other Securities and interest in the class applied for by you under the SPP or any similar arrangement in the $\rightarrow$ 12 months prior to the date of submission of this Acceptance Form, does not exceed A\$5,000.00. Please refer to the SPP booklet for information about what holdings are counted in the A\$5,000.00 limit; and
$\rightarrow$ agree to all of the Terms and Conditions of the SPP as enclosed with this Acceptance Form.

LODGEMENT OF APPLICATION

Your Acceptance Form must be received at the Adelaide office of Computershare Investor Services Pty Limited ("Computershare") by no later than 5:00 pm (Sydney time) on 3 July 2006. You should allow sufficient time for this to occur. Securityholders in Australia should return their Acceptance Form and cheque or bank draft in the enclosed business reply envelope or by hand to the address below. New Zealand Securityholders will need to affix the appropriate postage to the enclosed envelope.

By mail:

Macquarie Goodman Group SPP Computershare Investor Services Pty Limited GPO Box 2988 Adelaide SA 5001

By hand:

Computershare Investor Services Pty Limited Level 5 115 Grenfell Street Adelaide SA 5000

PRIVACY

Please refer to the accompanying SPP Booklet for information on the privacy of your personal information.

013473 - VS

SIGNATURES

You acknowledge and understand that investments in Securities are not deposits with or other liabilities of Macquarie Bank Limited (ABN 46 008 583 542) or of any Macquarie Bank Group company and are subject to investment risk including possible delays in repayment and loss of income and capital invested, and that Macquarie Bank Limited or any other Macquarie Bank Group company does not in any way quarantee or stand behind the capital value and/or performance of MGQ.

Securityholder 1 (individual)

Joint Securityholder 2

Joint Securityholder 3

Companies: Sole Director and Company Secretary

Director or Company Secretary

Director

For your acceptance to be valid, you must sign this Acceptance Form in the spaces provided above in accordance with the following instructions. Where the holding is in more than one name, all of the Securityholders must sign. If signed under Power of Attorney, you must have already lodged it with Computershare, or alternatively, attach a certified photocopy of the Power of Attorney to this Acceptance Form when you return it. Companies must sign in accordance with the Corporations Act 2001.

Macquarie Goodman

MACQUARIE COODMAN GROUP

88.22

This document has been prepared by Macquarie Goodman Group ("MGO") (Macquarie Goodman Management Limited (ABN 69 000 123 071) ("MGM") and Macquarie Goodman Funds Management Limited (ABN 48 067 796 641; AFSL
Number 223621)

as issuers or MGU stapled securities ("Securities"), as the context requires.
The Security Purchase Plan ("SPP") is an initiative that provides eligible Securityholders with the opportunity to
purchase additional Securitie

Frequently Asked Questions

1. What is a SPP?

A SPP is a way in which eligible Securityholders may purchase additional Securities in MGQ at a discount and without brokerage and other transaction costs.

2. Can I participate in both the SPP and the Distribution Reinvestment Plan ("DRP")?

Yes. Securityholders can participate in both the SPP and the DRP without limiting their ability to accept either offer.

3. Who is eligible to participate in the SPP?

Securityholders appearing in the Security register as registered holders of fully paid ordinary Securities of MGQ at the close of business on 6 June 2006 with a registered address in either Australia or New Zealand are eligible to participate in the SPP.

4. Do I have to participate in the SPP?

No. Participation is optional. Before you apply for Securities under the SPP, you should seek independent advice from your broker or financial or other professional adviser. Further, you should monitor MGQ's Security price, which is quoted in the financial pages of major Australian newspapers, and at www.asx.com.au under the code MGQ.

5. How much can I invest under the SPP?

The maximum investment under the SPP is \$5,000.00. You may only apply for a parcel of Securities with a total value of approximately:

$\rightarrow$ \$1,000.00;
$\rightarrow$ \$3,000.00; or
$\rightarrow$ \$5,000.00.

6. Issue price

The issue price of Securities under the SPP of \$5.03 is calculated consistently with the issue price of Securities under the institutional placement of \$5.10, which was announced on 25 May 2006. However, the issue price of Securities under the SPP has been adjusted to reflect that these Securities will not carry an entitlement to the distribution for the quarter ending 30 June 2006 (\$5.10 less estimated distribution of 6.875 cents per Security = $$5.03$ ).

This represents a 1.78% discount to the volume weighted average market price of Securities over the five trading days prior to 25 May 2006.

The price at which Securities trade on the Australian Stock Exchange ("ASX") during the offer period may differ from the issue price. These fluctuations may affect the number of Securities you could acquire on market with the same amount of money, as compared to the number to be issued to you under the SPP.

7. Can my offer under the SPP be transferred to a third party?

No. The offer is non-renounceable and cannot be transferred.

8. What do I do if I receive more than one Acceptance Form?

If you receive more than one Acceptance Form or if you hold Securities in more than one capacity, for example, if you are both a sole and a joint holder of Securities, the maximum amount you may apply to invest under the SPP in any 12 month period is \$5,000.00. This limitation is imposed by the Australian Securities & Investments Commission ("ASIC"). Please refer to the terms and conditions for an example. However, if you are a Securityholder who acts as trustee or nominee for one or more named persons (each a "beneficiary"), each such named beneficiary is taken to be an eligible Securityholder for the purposes of the SPP and each such beneficiary may make an application through its nominee to participate in the SPP. By applying to purchase Securities under the SPP, you certify that you have not exceeded this limit of \$5,000.00. This would not include an issue under the DRP.

9. How many Securities will I acquire if I accept the offer under the SPP?

The table below outlines the number of Securities that will be acquired under the three investment options available to eligible Securityholders, using the issue price of \$5.03.

Option	Number of Securities	lssue price per Security	Total amount payable
1 (Approximately \$1,000)	1 Y.X	ዌዳ በ3	,995.94
2 (Approximately \$3,000)	.u.		\$5.03 \$2.997.88
3 (Approximately \$5,000)		R5 A3	14 999 82

10. What are the rights attached to Securities acquired under the SPP?

New Securities acquired under the SPP will not carry an entitlement to participate in the distribution for the quarter ending 30 June 2006, but will rank equally with existing Securities for all future distributions (including the distribution for the quarter ending 30 September 2006) and in all other respects.

11. How long is the offer period?

The offer period is from 9 June 2006 to 3 July 2006 at 5:00 pm (Sydney time). Adequate time should be allowed for receipt of applications forwarded by post.

Terms and Conditions

How do I apply for Securities under the SPP? If you wish to participate in the SPP you should:
$\rightarrow$ complete and sign the enclosed Acceptance Form (please note that your acceptance will not be valid unless signed correctly);
$\rightarrow$ make your cheque or bank draft payable to "Macquarie" Goodman Group - SPP Account"; and
$\rightarrow$ send the Acceptance Form with a cheque or bank draft in the enclosed business reply envelope so that it is received prior to the close of the offer at 5:00 pm (Sydney time) on 3 July 2006 at Computershare Investor Services Pty Limited, Level 5, 115 Grenfell Street, Adelaide, SA, 5000, Australia. New Zealand Securityholders will need to affix the appropriate postage to the business reply envelope.
When will I receive my Securities under the SPP? Securities acquired under the SPP will be allotted on or around 10 July 2006.

14. What about privacy?

Computershare advises that Chapter 2C of the Corporations Act requires information about you as a securityholder (including your name, address and details of the securities you hold) to be included in the public register of the entity with which you hold securities. This information must continue to be included in the public register if you cease to be a securityholder. The Privacy Amendment (Private Sector) Act 2000 does not alter these statutory obligations.

Information is collected to administer your securityholding and if some or all of the information is not collected then it might not be possible to administer your securityholding. Computershare's privacy policy is available on its website (www.computershare.com.au).

Where can I get more information on the SPP? If you have any questions, please contact us:

Telephone	1300 723 040 (toll free within Australia) +61 3 9415 4000 (outside Australia)
Facsimile	$+61882362305$
Website	www.macquariegoodman.com/SPP
Email	[email protected]

Securityholders will be bound by the constitutions of MGI and MGM and these Terms and Conditions by accepting the offer to acquire Securities under the SPP.

No brokerage or other transaction costs will apply to the acquisition of Securities under the SPP. New Securities acquired under the SPP will not carry an entitlement to participate in the distribution for the quarter ending 30 June 2006, but will rank equally with existing Securities for all future distributions (including the distribution for the quarter ending 30 September 2006) and in all other respects.

This represents a 1.78% discount to the volume weighted average market price of Securities over the five trading days prior to 25 May 2006.

It is important to note that the market price of Securities may rise or fall between the date of the close of this offer and the date when the Securities are allotted under the SPP. Therefore, the issue price of Securities under the SPP may exceed or be less than the market price of Securities at the time of allotment to participating Securityholders.

There is no certainty that Securities will trade at or above the issue price following the issue of Securities under the SPP. Securityholders should consider obtaining independent advice from a broker or financial or other professional adviser before making a decision to acquire Securities under the SPP.

The following options to acquire Securities under the SPP are available to eligible Securityholders:

Option	Number of Securities	Total amount payable
	198	:995-94
2	596	\$2.997.88
3		4 999 82

Terms and Conditions (continued)

Securityholders may apply for a maximum of \$5,000.00 worth of Securities under the SPP or a similar arrangement in any consecutive 12 month period.

Securityholders that receive more than one Acceptance Form, due to multiple individual holdings or joint holdings, may only apply for a maximum of \$5,000.00 worth of Securities. For example, if a person has an individual holding in the name of John Smith and a joint holding in the names of John Smith and James Black, John Smith may still only accept up to \$5,000.00 worth of Securities in total and not \$5,000.00 worth for the individual holding and half of the other \$5,000.00 for the joint holding.

For each Securityholder who acts as trustee or nominee for one or more named persons (each a "beneficiary"), each such named beneficiary is taken to be an eligible Securityholder for the purposes of the SPP. Those beneficiaries may make an application through the trustee or nominee to participate in the SPP. For example, if ABC Pty Limited makes an application on behalf of John Smith, then the offer is deemed to be received by John Smith. However, if ABC Pty Limited does not make an application as a trustee or nominee for a named beneficiary, then the offer will be received by ABC Pty Limited and the rules for multiple individual holdings will apply, that is, it may only accept up to \$5,000.00 worth of Securities in total.

Securityholders applying for Securities under the SPP must complete the enclosed Acceptance Form and forward it with a cheque or bank draft payable to "Macquarie Goodman Group - SPP Account" in the enclosed business reply envelope so that it is received prior to the close of the offer at 5:00 pm (Sydney time) on 3 July 2006 at Computershare Investor Services Pty Limited, Level 5, 115 Grenfell Street, Adelaide, SA, 5000, Australia. However, New Zealand Securityholders will need to affix the appropriate postage. Acceptance Forms received after 5:00 pm (Sydney time) on 3 July 2006 will not be accepted. The postal acceptance rule does not apply to acceptance of this offer, which means the Acceptance Form and cheque or bank draft must be received by Computershare in Adelaide by 5:00 pm (Sydney time) on 3 July 2006.

If the full amount is not tendered with the Acceptance Form, MGQ reserves the right to return the cheque or bank draft and Acceptance Form and not allot any Securities to the Securityholder. If the cheque or bank draft for application moneys is dishonoured, MGQ reserves the right to not allot any Securities to the Securityholder, and/or to cancel any Securities already allotted in consideration for such application moneys. Applications and payments under the SPP may not be withdrawn or cancelled once they have been received by Computershare.

MGQ may issue fewer Securities than an eligible Securityholder applies for under the SPP (or none at all) if MGQ considers that issuing those Securities would breach any law or any ASX Listing Rule, or if MGQ considers that any person holding Securities directly as a registered holder, and/or directly or indirectly through one or more custodians as beneficial owner, will otherwise receive, in aggregate, Securities having a total subscription price of more than \$5,000.00.

The offer of Securities under the SPP is in accordance with ASIC Class Orders 02/831 and 02/832, which grant relief from the requirement to prepare a prospectus and product disclosure statement for this offer. It is important to note that participation in the SPP is optional. The offer is also non-renounceable, therefore, Securityholders cannot transfer their right to purchase Securities under the SPP to a third party. The Boards of MGM and MGF would like to make Securityholders aware of their intention to operate a SPP once only in 2006, even though a SPP may be conducted in future years.

Securities under the SPP are anticipated to be quoted on ASX on or around 12 July 2006. A holding statement or allotment confirmation notice will be dispatched to successful applicants on or around 14 July 2006.

MGQ reserves the right to reject any application for Securities under the SPP, which it believes does not comply with these Terms and Conditions.

MGQ reserves the right to cancel the SPP at any time. In the event that the offer is cancelled, all application moneys will be refunded to Securityholders without interest.

MGQ may settle, in any manner it deems fit, any difficulties, anomalies or disputes which may arise in connection with, or by reason of, the operation of this SPP whether generally or in relation to any participant, application or Securities, and its decision shall be conclusive and binding on all participants and other persons to whom the determination relates. MGQ reserves the right to waive strict compliance with any provision of these Terms and Conditions. The powers of MGM and MGF under these Terms and Conditions may be exercised by their respective directors or any delegate of the directors.

The Frequently Asked Questions in this document form part of these Terms and Conditions.

AI assistant

GOODMAN GROUP Capital/Financing Update 2006

64998_rns_2006-06-08_12902593-7cd7-43b8-87ab-d4ffa86b68bf.pdf

Macquarie Goodman

MACQUARIE GOODMAN GROUP ("MACQUARIE GOODMAN") SECURITY PURCHASE PLAN ("SPP")

MACQUARIE GOODMAN GROUP ("MACQUARIE GOODMAN") SECURITY PURCHASE PLAN